-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PF4X1raGnhR6c5gttSUMXXqUPYfgU1PxW0U+DXdB9MhPRr8NlHEIUzqIaZgPM8t8 V+WbdOr6WJi2E7O4/TM8NQ== 0000931755-98-000007.txt : 19980116 0000931755-98-000007.hdr.sgml : 19980116 ACCESSION NUMBER: 0000931755-98-000007 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19971231 ITEM INFORMATION: FILED AS OF DATE: 19980115 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: AEI INCOME & GROWTH FUND XXI LTD PARTNERSHIP CENTRAL INDEX KEY: 0000931755 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 411789725 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 033-85076 FILM NUMBER: 98507228 BUSINESS ADDRESS: STREET 1: 1300 MINNESOTA WORLD TRADE CENTER STREET 2: 30 EAST SEVENTH ST CITY: ST PAUL STATE: MN ZIP: 55101 BUSINESS PHONE: 6122277333 MAIL ADDRESS: STREET 1: 1300 MINNESOTA WORLD TRADE CENTER STREET 2: 30 EAST SEVENTH STREET CITY: ST PAUL STATE: MN ZIP: 55101 8-K 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported) December 31, 1997 AEI INCOME & GROWTH FUND XXI LIMITED PARTNERSHIP (Exact Name of Registrant as Specified in its Charter) State of Minnesota (State or other Jurisdiction of Incorporation or Organization) 33-85076C 41-1789725 (Commission File Number) (I.R.S. Employer Identification No.) 1300 Minnesota World Trade Center, St. Paul, Minnesota 55101 (Address of Principal Executive Offices) (612) 227-7333 (Registrant's telephone number, including area code) (Former name or former address, if changed since last report) Item 2. Acquisition or Disposition of Assets. On December 31, 1997, the Partnership purchased a 49.6% interest in a newly constructed Champps Americana restaurant in Schaumburg, Illinois from Champps Americana, Inc. The total cash purchase price of the land and building was approximately $4,435,083. The remaining interest is owned by Net Lease Income & Growth Fund 84-A Limited Partnership and AEI Net Lease Income & Growth Fund XX Limited Partnership, affiliates of the Partnership. Champps Americana, Inc. is not affiliated with the Partnership. The cash, used in purchasing the property, was from the proceeds of sale of Limited Partnership Units. Item 7. Financial Statements and Exhibits. (a) Financial statements of businesses acquired. Not Applicable. Property was newly constructed. (b) A limited number of proforma adjustments are required to illustrate the effects of the transaction on the balance sheet and income statement. The following narrative description is furnished in lieu of the proforma statements: Assuming the Partnership had acquired the property on January 1, 1996, the Partnership's Investments in Real Estate would have increased by approximately $2,199,801 and its Current Assets (cash) would have decreased by approximately $2,199,801 at December 31, 1996 and September 30, 1997. The Total Income for the Partnership would have increased from $1,341,753 to $1,578,232 for the year ended December 31, 1996 and from $1,098,273 to $1,275,632 for nine months ended SeptemberE30, 1997 if the Partnership had owned the property during the periods. Depreciation Expense would have increased by $115,721 and $86,791 for the year ended December 31, 1996 and the nine months ended September 30, 1997, respectively. The net effect of these proforma adjustments would have caused Net Income to increase from $912,232 to $1,032,990 and from $703,500 to $794,068, which would have resulted in Net Income of $58.64 and $32.82 per Limited Partnership Unit outstanding for the year ended December 31, 1996 and the nine months ended SeptemberE30, 1997, respectively. (c) Exhibits Exhibit 10.1 - Net Lease Agreement dated April 21, 1997 between the Partnership, AEI Net Lease Income & Growth Fund XX Limited Partnership, Net Lease Income & Growth Fund 84-A, and Champps Americana, Inc. relating to the property at 955 Golf Road, Schaumburg, Illinois (incorporated by reference to Exhibit 10.2 of Form 10-QSB filed with the Commission on May 13, 1997). Exhibit 10.2 - First Amendment to Net Lease Agreement dated December 31, 1997 between the Partnership, AEI Net Lease Income & Growth Fund XX Limited Partnership, Net Lease Income & Growth Fund 84-A, and Champps Americana, Inc. relating to the property at 955 Golf Road, Schaumburg, Illinois. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. AEI INCOME & GROWTH FUND XXI LIMITED PARTNERSHIP By: AEI Fund Management XXI, Inc. Its: Managing General Partner Date: January 5, 1998 /s/ Mark E Larson By: Mark E. Larson Its Chief Financial Officer (Principal Accounting and Financial Officer) EX-10.1 2 FIRST AMENDMENT TO NET LEASE AGREEMENT THIS AMENDMENT TO NET LEASE AGREEMENT, made and entered into effective as of the 31st day of December, 1997, by and between AEI Income & Growth Fund XXI Limited Partnership (hereinafter, "Fund XXI"), AEI Net Lease Income & Growth Fund XX Limited Partnership (hereinafter, "Fund XX"), and Net Lease Income & Growth Fund 84-A Limited Partnership (hereinafter, "Fund 84-A") (together, "Lessor"),whose principal business address is 1300 Minnesota World Trade Center, 30 East Seventh Street, St. Paul, Minnesota 55101 ("Lessor"), and Champps Americana, Inc., a Minnesota corporation ("Lessee"), whose principal business address is One Corporate Place, 55 Ferncroft Road, Danvers, Ma. 01923; WITNESSETH: WHEREAS, Lessor is the fee owner of a certain parcel of real property and improvements located at Schaumburg, Illinois, and legally described in Exhibit "A", which is attached hereto and incorporated herein by reference; and WHEREAS, Lessee has constructed the building and improvements (together the "Building") on the real property described in Exhibit "A", which Building is described in the plans and specifications heretofore submitted to Lessor; and WHEREAS, Lessee and Lessor have entered into that certain Net Lease Agreement dated April 21, 1997 (the "Lease") providing for the lease of said real property and Building (said real property and Building hereinafter referred to as the "Leased Premises"), from Lessor upon the terms and conditions therein provided in the Lease; NOW, THEREFORE, in consideration of the Rents, terms, covenants, conditions, and agreements hereinafter described to be paid, kept, and performed by Lessee, including the completion of the Building and other improvements constituting the Leased Premises, Lessee and Lessor do hereby agree to amend the Lease as follows: 1. Article 2(A) and (B) of the Lease shall henceforth read as follows: ARTICLE 2. TERM (A) The term of this Lease ("Term") shall be Twenty (20) consecutive "Lease Years", as hereinafter defined, commencing on April 21, 1997 ("Occupancy Date"), plus the period ending December 31, 1997, with the contemplated initial term hereof ending on December 31, 2017. (B) The first full Lease Year shall commence on the date of this First Amendment and continue through December 31, 1998. 2. Article 4(A) of the Lease shall henceforth read as follows: ARTICLE 4. RENT PAYMENTS (A) Annual Rent Payable for the first, second, and third Lease Years: Lessee shall pay to Lessor an annual Base Rent of $476,771.42, which amount shall be payable in advance on the first day of each month in equal monthly installments of $19,706.55 to Fund XXI, $14,700.45 to Fund XX, and $5,323.95 to Fund 84A. If the first day of the Lease Term is not the first day of a calendar month, then the monthly Rent payable for that partial month shall be a prorated portion of the equal monthly installment of Base Rent. 3. Article 35 is hereby deleted in its entirety; Lessor and Lessee agree that the referenced Development Financing Agreement is terminated in accordance with its terms. All other terms and conditions of the Lease shall remain in full force and effect. 4. Lessee has accepted delivery of the Leased Premises and has entered into occupancy thereof; 5. Lessee has fully inspected the Premises and found the same to be as required by the Lease, in good order and repair, and all conditions under the Lease to be performed by the Lessor have been satisfied; 6. As of this date, the Lessor is not in default under any of the terms, conditions, provisions or agreements of the Lease and the undersigned has no offsets, claims or defenses against the Lessor with respect to the Lease. 7. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original and all of which shall constitute one and the same instrument. IN WITNESS WHEREOF, Lessor and Lessee have respectively signed and sealed this Lease as of the day and year first above written. LESSEE: CHAMPPS AMERICANA, INC. By: /s/ Donna Depoian Its: Asst. Secretary STATE OF Massachusetts) )SS. COUNTY OF Essex ) The foregoing instrument was acknowledged before me this 30th day of December, 1997, by Donna Depoian, as Asst. Secretary of Champps Americana, Inc. on behalf of said corporation. /s/ Jane K Blanchetts Notary Public Remainder of page intentionally left blank LESSOR: AEI INCOME & GROWTH FUND XXI LIMITED PARTNERSHIP, a Minnesota limited partnership By: AEI FUND MANAGEMENT XXI, INC., a Minnesota corporation By: /s/ Robert P Johnson Robert P. Johnson, President STATE OF MINNESOTA ) )SS. COUNTY OF RAMSEY ) The foregoing instrument was acknowledged before me the 31st day of December, 1997, by Robert P. Johnson, the President of AEI Fund Management XXI, Inc., a Minnesota corporation, corporate general partner of AEI Income & Growth Fund XXI Limited Partnership, on behalf of said limited partnership. /s/ Barbara J Kochevar [notary seal] Notary Public LESSOR AEI NET LEASE INCOME & GROWTH FUND XX LIMITED PARTNERSHIP By: AEI Fund Management XX, Inc. By: Robert P Johnson Robert P. Johnson, President STATE OF MINNESOTA ) )SS. COUNTY OF RAMSEY ) The foregoing instrument was acknowledged before me the 31st day of December, 1997, by Robert P. Johnson, the President of AEI Fund Management XX, Inc., a Minnesota corporation, corporate general partner of AEI Net Lease Income & Growth Fund XX Limited Partnership, on behalf of said limited partnership. /s/ Barbara J Kochevar [notary seal] Notary Public LESSOR NET LEASE INCOME & GROWTH FUND 84-A LIMITED PARTNERSHIP By: Net Lease Management 84-A, Inc. By: /s/ Robert P Johnson Robert P. Johnson, President STATE OF MINNESOTA ) )SS. COUNTY OF RAMSEY ) The foregoing instrument was acknowledged before me the 31st day of December, 1997, by Robert P. Johnson, the President of Net Lease Management 84-A, Inc., a Minnesota corporation, corporate general partner of Net Lease Income & Growth Fund 84-A Limited Partnership, on behalf of said limited partnership. /s/ Barbara J Kochevar [notary seal] Notary Public Exhibit A Legal Description Parcel 1 Lot 2 in American-Commons Subdivision, a Resubdivision of Lots 1 and 2 in Anderson's Woodfield Common West, a subdivision of part of the Northeast quarter of Section 14, Township 41 North, Range 10 East of the Third Principal Meridian, in Cook Count, Illinois. Parcel 2 Non-exclusive easement for ingress, egress, and parking as established by reciprocal easement agreement made by Chi- Chi's Inc., a Minnesota corporation, and Bob Farm, Inc., an Ohio corporation, dated May 10, 1983, and recorded May 13, 1983, as Document 26604303. -----END PRIVACY-ENHANCED MESSAGE-----